Attached files
file | filename |
---|---|
8-K - FORM 8-K - GEORESOURCES INC | d393330d8k.htm |
EX-3.1 - CERTIFICATE OF FORMATION - GEORESOURCES INC | d393330dex31.htm |
EX-3.2 - LIMITED LIABILITY COMPANY AGREEMENT - GEORESOURCES INC | d393330dex32.htm |
Exhibit 3.3
CERTIFICATE OF MERGER
of
GEORESOURCES, INC.
(a Colorado corporation)
with and into
LEOPARD SUB II, LLC
(a Delaware limited liability company)
Pursuant to Title 6, Section 18-209 of the Delaware Limited Liability Company Act, the undersigned hereby certifies the following:
1. | The name, jurisdiction of formation or organization, and entity type of each of the merging entities are as follows: |
Name |
Jurisdiction |
Entity Type | ||
GeoResources, Inc. | Colorado | Corporation | ||
Leopard Sub II, LLC | Delaware | Limited Liability Company |
2. | The Agreement of Merger has been approved and executed by each of the merging entities. |
3. | The name of the surviving entity is Leopard Sub II, LLC, a Delaware limited liability company (the Company). |
4. | The Certificate of Formation of the Company shall be amended as follows: |
1. | The name of the limited liability company is Halcón Geo Holdings, LLC (the Company). |
5. | The executed Agreement of Merger is on file at the principal place of business of the Company, which is located at 1000 Louisiana Street, Suite 6700, Houston, Texas 77002. |
6. | Upon request, a copy of the Agreement of Merger will be furnished by the Company, without cost, to any member of the Company or to any holder of an interest in GeoResources, Inc., a Colorado corporation. |
7. | The merger is to become effective when this Certificate of Merger is filed of record by the Delaware Secretary of State. |
IN WITNESS WHEREOF, the Company has caused this Certificate of Merger to be executed by an authorized person of the Company, this 1st day of August, 2012.
LEOPARD SUB II, LLC | ||||
By: | /s/ David S. Elkouri | |||
|
||||
Name: | David S. Elkouri | |||
Title: | Executive Vice President and General Counsel |